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CARPARTS.COM, INC. : Change in Directors or Principal Officers, Regulation FD Disclosure, Financial Statements and Exhibits (form 8-K)

01/12/2022 | 05:10pm

Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Appointment of New Director

On January 10, 2022, the Board of Directors (the "Board") of, Inc.
(the "Company") increased the number of directors on the Board to eight and
appointed Ana Dutra as a Class I director of the Company to fill the resulting
vacancy, effective immediately, to serve until the 2022 Annual Meeting of
Stockholders, or until her earlier death, disqualification, resignation or
removal. The Board has determined that Ms. Dutra is an independent director
under the listing standards of the Nasdaq Global Market.

There are no family relationships between Ms. Dutra and any director or
executive officer of the Company and Ms. Dutra does not have a direct or
indirect material interest in any transaction required to be disclosed pursuant
to Item 404(a) of Regulation S-K.

In connection with Ms. Dutra's appointment to the Board, Ms. Dutra will receive
the standard compensation received by non-employee directors, which compensation
was last described in the Company's Definitive Proxy Statement filed with the
Securities and Exchange Commission (the "SEC") on April 27, 2021, and is
incorporated herein by reference, except as amended and described on Form 8-K
filed with the SEC on August 3, 2021. Ms. Dutra will also enter the Company's
standard form of indemnification agreement, which was previously filed by the
Company as Exhibit 10.7 to the Annual Report on Form 10-K filed with the SEC on
March 11, 2016.

Item 7.01. Regulation FD Disclosure.

On January 12, 2022, the Company issued a press release announcing the
appointment of Ms. Dutra to the Board. A copy of the press release is attached
as Exhibit 99.1 to this Current Report and is incorporated herein by reference.

In accordance with General Instruction B.2 of Form 8-K, the information in this
Item 7.01 of this Current Report and Exhibit 99.1 hereto are being furnished and
shall not be deemed "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that Section, nor shall such information or that Exhibit be deemed incorporated
by reference in any filing under the Securities Act of 1933, as amended.

Item 9.01. Financial Statements and Exhibits.

Exhibit No. Description
Press Release Announcing Board Appointment, dated January 12, 2022,
99.1 by, Inc.

104 Cover Page Interactive Data File - the cover page interactive data
file does not appear in the Interactive Data File because its XBRL
tags are embedded within the Inline XBRL document.

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